Changing the name of your limited liability company (LLC) is not difficult. But you want to make sure you take all the necessary steps and do the required follow up work, like changing your bank accounts and business licenses and notifying the IRS and others of the change.
The first thing you will want to do is make sure that the new name you have chosen is available for use in your state. In most states, your name can't be the same as, or too similar to, another LLC or corporation name already registered to do business in the state. Most secretary of state websites have an online business name search tool you can use to see if the name you want is available. To find out if your proposed business name is available, see Nolo's article, LLC Name Search.
Your new name will have to comply with any legal requirements for an LLC name in the state where you are registered, such as containing the words “limited liability company” or the initials “llc.” Check your secretary of state's website for the rules in your state.
You will have to obtain the consent of your LLC owners to change your name. Check your operating agreement to see what type of approval is required for a name change. If your LLC doesn't have an operating agreement, you can check your state law which would apply by default. Or, you can simply get approval from all of your LLC members to make sure you meet any minimum voting requirements that might apply.
Be sure to get a written resolution showing the consent of all the LLC members required to approve the name change. This is an important record that you will want to keep since it documents that you obtained the necessary approval for your name change.
Once you have the necessary internal approvals, you will need to file a form with the state notifying them of your name change. This should be done within 30 days of obtaining your LLC members' approval of the name change.
You can check your secretary of state's website (or the website of the state filing agency where you created your LLC) to find the form you need to file. In most states, it is a certificate of amendment to your articles of organization. Some states have a simplified certificate of amendment form if you are only doing a name change.
Once you figure out which form to use, you can fill it out following the instructions provided. There's usually not much required other than your new name and old name and some other basic information about your LLC. Some states allow you to file the form online while others require you to mail in a hard copy. Make sure you pay the required filing fee.
Once your new name is approved by the state, you'll need to notify the Internal Revenue Service (IRS) of the change. How you do this will depend on how your LLC is taxed. If you are only changing your name, you won't need to apply for a new Employer Identification Number (EIN).
If you are a single-member LLC taxed as a sole proprietorship, you can write the IRS at the location where you file your return informing them of your name change. If you are a multi-member LLC taxed as a partnership, you can mark the appropriate box on your current year's Form 1065 filing or -- if you have already filed your Form 1065 for the year -- you can write the IRS at the address where you file your partnership return. LLCs taxed like a corporation can mark the appropriate box on their current year's Form 1120 filing (Form 1120-S for S corporations). If you have already filed your Form 1120 or 1120-S for the year, you will have to write the IRS at the address where you file your return. See the IRS website for more information.
You will also have to notify your state and any local taxing agencies of your name change. Be prepared to show them a copy of a certificate of name change from the state approving the change.
If you have any business licenses or permits, make sure you notify the appropriate agencies of your name change. You will also need to change your business name on your bank accounts, credit cards, insurance policies, property records, mortgages, and any other important contracts or documents (including your operating agreement). Don't forget to let creditors, customers, suppliers and vendors, and anyone else you do business with know that you have a new name.
In all cases, changing your name does not affect any of the underlying documents, contracts, or accounts so there's no need to close and reopen accounts, obtain new permits or licenses, or resign contracts--everything remains in full force and effect.
Don't forget all the other places where your business name appears--your website, other social media, business forms (online and physical), letterhead, brochures, business cards, signage, and anywhere else. You will need to change all of these to reflect your new business name.
If all of this sounds like a lot of work, you should consider whether filing for a fictitious name (also known as a DBA or doing business as) makes more sense. Filing a fictitious name gives you the authority to do business using a name without having to legally change your business name. It is a relatively simple and inexpensive process that you do through the local city, county, or state agency that handles fictitious name filings where you are doing business.
If you get a fictitious name, you will have to check with your bank as to whether you need to set up a new bank account or if the DBA name can be added to your existing account. You'll also need to change your marketing and branded materials like your website, social media, and signage. For the IRS, permitting agencies, vendors, and others, your business entity's legal name remains the same.